NF Energy Saving Corporation completed acquisition of pharmacy chain company

NF Energy Saving Corporation, China-based provider of integrated energy conservation solutions, has completed the acquisition of Chinese pharmacy chain company Boqi Zhengji Pharmacy Chain Co., Ltd. 

Previously, NF Energy entered into a stock purchase agreement with British Virgin Islands-registered Lasting Wisdom Holdings Limited, as well as Hong Kong company Pukung Limited, China-based companies Beijing Xin Rong Xin Industrial Development Co., Ltd. and Boqi Zhengji Pharmacy Chain Co., Ltd., and several individual sellers. The aggregate purchase price for the shares consists of a cash consideration of RMB 40,000,000 (USD 5,643,181) and up to 1,500,000 shares of common stock of the company.

Mr. Tiewei Song, CEO and President of NF Energy Saving Corporation, commented on the completion of the acquisition: “We are pleased to complete the acquisition of Boqi Zhengji Pharmacy as promised. The acquisition is a substantial milestone for us to shift to the health industry while the market is booming.”

Origin Agritech signed agreement with new investor

Origin Agritech Ltd., an agriculture technology and rural e-commerce company incorporated in the British Virgin Islands, entered into share subscription agreement with Longhan Investment Management, Co., Ltd. Under the terms of the newly signed agreement, Longhan will purchase 1,397,680 shares of the BVI company, for an aggregate purchase price of US$7,743,147.20. 

Previously, Origin and Longhan signed strategic co-operation agreement, according to which both companies will integrate seed treatment, soil treatment technologies and seed breeding & biotechnology, as well as Origin’s agricultural business platform. The current investment into the BVI company is expected to stimulate and speed up the strategic cooperation process.

International Millennium Mining Corp. entered into RTO Transaction with BVI corporation

International Millennium Mining Corp. entered into a share purchase agreement with Phoenix Capital Enterprises Ltd., the company incorporated under the laws of the British Virgin Islands. This is a business combination and reverse takeover transaction according to which IMMC will acquire all of the issued and outstanding common shares of Singapore-based company Tengri Coal and Energy Pte. Limited, in exchange for newly issued common shares of IMMC.

Tengri Coal and Energy is a private company wholly owned by Phoenix, and is the whole owner of Tengri Petrochemicals LLC which holds 100% of three lignite coal mining licenses in Mongolia and 100% of Tsaidam Energy LLC, which holds a permit for the construction of a thermal power plant in Mongolia. The mining licenses and the power plant together make up the Tsaidam Energy project located in Mongolia. In June 2018, Tengri Coal & Energy entered into the share subscription agreement for a CDN$260 million equity financing facility for the Tsaidam Energy Project with GEM Global Yield Fund LLC SCS and GEM Investments America, LLC.

The reverse takeover transaction is subject to relevant regulatory and stock exchange approvals, including the approval of the TSX Venture Exchange, of the directors of IMMC and the BVI company, and the satisfaction of closing conditions.

Upon completion of the reverse takeover transaction, the current directors of IMMC will resign, and a new board of directors of IMMC will be reconstituted. Phoenix will have the right to nominate four of the five directors. The parties anticipate that the senior management of both IMMC and Tengri Coal & Energy will be combined following completion of the transaction, with John A. Versfelt continuing as President and CEO.

Luxoft Financial Services division completed acquisition of derivIT

Luxoft Holding, Inc., a provider of software development services, innovative IT solutions and digital transformation has completed the transaction under the Share Purchase Agreement to acquire derivIT, a Singapore-based financial services technology consulting company. The transaction was closed upon the receipt of the approval by Reserve Bank of India.

The acquisition of derivIT adds several delivery centers in Bangalore, India; Dubai, UAE; and Tianjin, China. The acquisition also is expected to expand Luxoft’s existing capabilities in Singapore.

By words of President and CEO of Luxoft, the completion of the acquisition transaction “reinforces a strong foundation on which the company is building its presence and the delivery platform in the APAC.” He also said: “We are very pleased to welcome derivIT team and start realizing expected significant synergies in servicing current high-potential clients in the Asia Pacific region, anchoring new business opportunities in financial, automotive, telecom and other sectors, as well as taking advantage of the immediate cross-selling opportunities we see at this time.”

DryShips Inc. signed purchase agreement with BVI company

Nasdaq-traded international company DryShips Inc. has entered into a Securities Purchase Agreement with Kalani Investments Limited, which is incorporated in the British Virgin Islands and not affiliated with the company. The agreement is for the sale of 20,000 newly designated Series E-1 Convertible Preferred Shares, preferred warrants to purchase 30,000 Series E-1 Convertible Preferred Shares, preferred warrants to purchase 50,000 newly designated Series E-2 Convertible Preferred Shares, prepaid warrants to initially purchase an aggregate of 372,874 common shares, and 100 common shares. 

The BVI company is entitled to receive 10,000 common shares but is electing to receive 100 common shares and the prepaid warrant will be immediately exercisable for 9,900 common shares. Gross proceeds from the sale will be approximately US$20 million, and DryShips may further receive up to an aggregate of US$80 million. The proceeds from the sale transaction will be used by the company for general corporate purposes and/or to repay indebtedness under its credit facilities.

Atacama Pacific Gold Corporation shares purchased by Executive Chairman through BVI company

Executive Chairman and Director of Atacama Pacific Gold Corporation Dr. Albrecht Schneider announced that he had acquired beneficial ownership of 10,499,500 common shares and 75,000 common share purchase warrants of the corporation, which make approximately 16.13% of its issued and outstanding common shares. The shares were purchased through Pacific Land First Corp., a company controlled by the Executive Chairman and domiciled in the British Virgin Islands, from four private companies for consideration of C$0.175 per share, with no additional consideration for 75,000 common share warrants.

Following the acquisition, Dr. Schneider becomes beneficial owner of more than 16,930,685 common shares, 1,425,000 share options and 775.000 warrants – that is approximately 26.02% of Atacama’s issued and outstanding common shares on an undiluted basis. He entered into the transactions for investment purposes.

BVI-registered Lang International acquires shares of American Quantum Energy Corporation

Oil and gas company Canadian Quantum Energy Corp. made an announcement that British Virgin Islands-registered company Lang International Holdings Limited purchased all of the issued and outstanding shares of Delaware-based American Quantum Energy Corporation, which is the wholly-owned subsidiary of Canadian Quantum. This announcement followed the investment agreement previously signed in May 2014, and private placement offering completed by Canadian Quantum on November 2014. The BVI company acquired shares in exchange for the settlement of all debt owing by Canadian Quantum to Lang International, in the aggregate principal amount of US$1,485,239.73.

The only asset of American Quantum Energy is the seismic equipment purchased from BVI company’s associate at a purchase price of US$1,097,100, paid by the issuance of 10,971,000 common shares of Canadian Quantum, at US$0.10 per share.

Bestinfond purchased shares of BVI-based retailer

International investor Bestinfond based in Spain has recently purchased shares in four companies, among them the British Virgin Islands-incorporated Lenta Ltd (LNTA), the company operating retail chains in Russia. 2,793,164 shares of the BVI company were acquired at an average price of US$6.58 per share, during the first quarter of 2015. This resulted in a 30 per cent overall gain, given that currently shares of LNTA are traded at US$8.55 per share. Also, taking into account the trading price, there is a -55 per cent margin of safety, as according to DCF calculator LNTA’s intrinsic value is US$5.15 per share.

LNTA is operating standard, compact and supercompact hypermarkets, the company announced the second consecutive year of market-leading sales growth and selling space growth.

Atlas Mara Limited completes share purchase

BVI-based company Atlas Mara Limited made an announcement following the share buyback update on 23 January 2015, informing that on 3 February 2015 it completed the purchase of the remaining 414,455 Atlas Mara shares from the previous managers of ABC Holdings Limited.

Upon the completion of the purchase, total number of ordinary shares of the BVI company is 72,458,524 of which 1,743,888 are now held in treasury. According to the company’s notification, total number of voting rights in Atlas Mara Limited is 70,714,636.

BVI company sold additional 10% of its interest in Offshore Namibia

Eco (Atlantic) Oil & Gas Ltd. made an announcement that it has accepted an offer from Azimuth Namibia Ltd., according to which this company will increase its interest in Blocks 2111B and 2211A, offshore Namibia (the Guy Block) by 10 per cent.

Upon completing this transaction, Azimuth Namibia will bear additional 10 per cent of Block’s operating costs. Azimuth Namibia will be responsible for 51 per cent of the costs for the 1,000 km2 3D survey. The BVI company, although its obligations on the Guy Block are reduced, remains its Operator. Eco Atlantic and Azimuth Namibia currently hold 70 per cent and 20 per cent of working interest in the Guy Block, respectively, while 10 per cent is held by NAMCOR. Upon the transfer, Azimuth will become the holder of 30 per cent, and NAMCOR will retain its 10 per cent stake.

This transaction is subject to a number of conditions among which should be the approval of Namibia’s Ministry of Mines and Energy.

Thailand’s Bangchak Petroleum entered into share sale agreement with BVI company

Bangchak Petroleum Plc, majority part of which is owned by Thailand Government, will purchase 20 per cent stake in Nido Petroleum Ltd. for AUS$22.2 million. The purpose of company’s buying of Australian oil and gas explorer is expanding and diversifying Bangchak’s international portfolio and leveraging business risks. 

BCP Energy International, the wholly-owned Singaporean subsidiary of Bangchak Petroleum Plc, entered into a share-sale agreement with Petroleum International Investment Corporation, domiciled in the British Virgin Islands, for 402.95 million fully paid ordinary shares of Nido Petroleum Ltd. BCP Energy was set up for the purpose of international investment in and the trading, operation and management of the energy, natural resources and petrochemical business.

Bangchak president Vichien Usanachote said that the company plans to use its own working capital to raise the capital of BCP Energy to A$22.2 million to fund the Nido Petroleum share acquisition.

TSX-listed BHK Resources acquires private BVI company

BHK Resources Inc., TSX-listed capital pool company, made an announcement that it has executed a definitive share purchase agreement with US registered mineral exploration company Silver Bull Resources, Inc., in connection with its proposed acquisition of the private British Virgin Islands-registered company Dome International Global Inc., announced in December 2013.

BHK Resources will acquire all of the issued and outstanding securities of the BVI company for an aggregate payment of USD$1,500,000, payable in cash, of which US$25,000 was as a non-refundable deposit upon the execution of the letter agreement.

Upon the completion of the transaction, Dome International Global Inc., which is the indirect holder of 100 per cent interest in and to the Ndjole manganese and gold project, will become a wholly owned subsidiary of BHK Resources.

Chinese medical company’s shareholders establish BVI company for share acquisition purposes

Concord Medical Services Holdings Limited, a specialty hospital management solution provider company that operates the largest network of radiotherapy and diagnostic imaging centres in the PRC, announced that the company’s Chairman and CEO, Mr. Jianyu Yang, and its director, President and COO, Mr. Zheng Cheng, together with some other shareholders, have entered into the Share Purchase Agreements. 

Concord Medical informed that pursuant to these Share Purchase Agreements, Mr. Yang and Mr. Cheng have agreed to incorporate a British Virgin Islands company, which will purchase 37,064,808 ordinary shares and 4,660,976 American Depository Shares, each of them representing 3 ordinary shares of the Company, from certain other shareholders for a purchase price of US$6.10 per American Depositary Share, and an aggregate purchase price of US$103,797,063.21.

It is expected that, upon the closing of this acquisition transaction, Mr. Yang and Mr. Cheng will increase their aggregate beneficial ownership in the Company to approximately 48.0%.

LDK Solar sold shares to BVI company

LDK Solar Co., Ltd., a leading vertically integrated manufacturer of photovoltaic (PV) products, announced that it had sold 25,000,000 newly issued ordinary shares to the British Virgin Islands-incorporated Fulai Investments Limited, wholly owned by Mr. Cheng Kin Ming, a Chinese merchant conducting business in Hong Kong. In this transaction, the purchase price was US$1.03 per share, with an aggregate purchase price being US$25,750,000, pursuant to the terms and conditions of the share purchase agreement signed by the companies in April 2013.

LDK Solar, which headquarters and principal manufacturing facilities are located in Hi-Tech Industrial Park, Xinyu City, Jiangxi Province in the People's Republic of China manufactures polysilicon, mono and multicrystalline ingots, wafers, cells, modules, systems, power projects and solutions. LDK Solar's office in the United States is located in Sunnyvale, California.

LDK Solar entered into second share purchase agreement with BVI corporation

LDK Solar Co., Ltd., vertically integrated manufacturer of photovoltaic products, has entered into a share purchase agreement with the British Virgin Islands-registered company Fulai Investments Limited, which has agreed to purchase additional 25,000,000 newly issued ordinary shares of LDK Solar at a purchase price of US$1.03 per share. The aggregate purchase price will make US$25,750,000, subject to the terms and conditions of the share purchase agreement, dated April 25, 2013, and including a lock-up for 180 days from the closing date, which is agreed to be prior to June 28, 2013.

According to the share purchase agreement, the BVI corporation will pay LDK Solar in two installments prior to the closing: US$15,000,000 in May, and US$10,750,000 in June 2013. Upon consummation of the transaction, Fulai Investments also has the right to designate two non-executive directors to the LDK Solar board.

Leo Mining and Exploration Limited acquired 58 per cent of Mkango Resources

BVI-registered company Leo Mining and Exploration Limited announced that it has acquired 4,285,715 units of Mkango Resources Ltd., pursuant to a subscription agreement signed on March 1, 2013. Acquisition price is C$0.175 per unit and an aggregate subscription price is C$750,000. The acquisition deal is based on a non-brokered private placement. The units are purchased for investment purposes.

Each unit consists of one common share and one-half of one common share purchase warrant of Mkango. Each whole warrant entitles its holder to acquire one common share for C$0.35 for a period of one year after the closing date of the financing.

After giving effect to the acquisition, Leo Mining and Exploration Ltd owns and controls total amount of 24,138,614 common shares, which represent approximately 58% of the issued and outstanding shares of Mkango on an undiluted basis, and total amount of 2,142,857 warrants.

BVI company to acquire NFC Data Inc.

Play LA Inc., publicly traded internet advertising and publishing company to the online and mobile gaming industry, incorporated in the British Virgin Islands, announced that it has entered into a Share Purchase Agreement with NFC Data Inc., the company that develops solutions and technologies using Near Field Communications (NFC). The transaction between the companies has the purpose of BVI company to exchange its shares and acquire the business and assets of NFC Data Inc. Play LA Inc. expects the acquisition transaction to close in the beginning of 2013.

NFC Data Inc. develops platform to enable the use of NFC, which is a standardized technology currently used worldwide for entry access, gaming, phone-to-phone data transfer, payment processing and interactive marketing, in high margin environments, such as toys, advertising, promotions, gaming and payments.

Chinese holding corporation acquires BVI-based Pan-China Resources

MIE Holdings Corporation, an independent oil and gas company listed on the main board of Hong Kong Stock Exchange and engaged in the exploration and production of oil and gas in China, Kazakhstan and USA, announced that it has acquired the entire issued share capital of the British Virgin Islands-registered corporation Pan-China Resources Ltd. 

Pan-China Resources Ltd is a wholly-owned subsidiary of Sunwing Energy Limited. The principal business activity of the BVI company is oil and gas development and production operations in China.

In the last decade of November, MIE and Sunwing entered into a share purchase and sale agreement, pursuant to which MIE purchased all shares of the BVI company for a total price of US$45,000,000, subject to adjustments. By terms of the Agreement, the Adjusted Purchase Price shall be payable by the BVI company on closing date. An amount of US$5,000,000 will be held back for 180 days after the closing to secure Sunwing’s obligations under the Agreement.

Subject to all customary conditions, the closing shall take place one month after the signing of the Agreement between MIE and Sunwing Energy. Upon closing, the BVI company will become a wholly-owned subsidiary of MIE. If closing of the agreement does not occur within 180 days after the signing date as a result of MIE’s default, MIE shall pay Sunwing a break fee of US$1,250,000 as liquidated damages, and vice versa.

BVI company receives “going private” proposal and forms special committee

LJ International Inc., a NASDAQ-listed company incorporated in the British Virgin Islands, engaged in retail and wholesale of jewellery, received a preliminary, non-binding proposal letter from Mr. Yu Chuan Yih, Chairman of the Board of Directors, President and Chief Executive Officer of the BVI Company, and Urban Prosperity Holding Limited, an affiliate of FountainVest Partners, for the acquisition of all of the outstanding ordinary shares of the company (except for 11% of shares currently owned by Mr. Yih), at a proposed price of US$2.00 per ordinary share, in cash.

According to the proposal letter, an acquisition vehicle is to be established for the purpose of pursuing the transaction. The Board of Directors of LJ International has formed a special committee consisting of three independent disinterested directors, which task is to appoint an independent financial advisor and legal counsel to assist it in its work. The special committee has not made any decisions and has not set a definitive timetable for the completion of its evaluation of the proposal.

Alphamin and its BVI subsidiary acquires 100% control of exploration project in Congo

Alphamin Resources Corp., the Canadian company focused on mineral exploration in America and listed on Toronto Stock Exchange, announced that it and its British Virgin Islands subsidiary Alphamin BVI acquired an additional 20% of Mining and Processing Congo Sprl, by the issuance of 19,335,747 Alphamin shares. This acquisition, made under the agreement with Kivu Resources Ltd., which was signed in March 18, 2011, will increase Alphamin BVI’s ownership of Mining and Processing Congo to 90%.

Also, Alphamin and Alphamin BVI have entered into an agreement with Kivu to acquire the final 10% of Mining and Processing Congo. Under this agreement, the BVI company will own all of the issued shares of Mining and Processing Congo, in consideration for the issuance of additional 9,664,253 shares to Kivu. As a result of both transactions, an aggregate 29,000,000 shares are to be issued, and Alphamin will have 103,444,571 shares issued and outstanding.

Mining and Processing Congo is the owner of the licences on the exploration of the Bisie Tin Project in the Democratic Reoublic of the Congo.